JOINDER AGREEMENT
Exhibit 99.1
This JOINDER AGREEMENT (the “Joinder”) is dated as of April 20, 2018 by and between Philotimo Fund, LP, a Delaware limited partnership, Kanen Wealth Management, LLC, a Florida limited liability company, Xxxxx X. Xxxxx, Xxxxxxx Xxxxxxx, Xxxx X. Xxxx, XXXXXX, Xxxxxxx X. Xxxxxx, and S. Xxxxxx Xxxxxxxx (collectively, the “Existing Members”) and Sushil (“Xxx”) Kapoor (the “New Member”).
WHEREAS, the Existing Members are parties to that certain Joint Filing Agreement dated as of April 3, 2018 (the “Agreement”), pursuant to which the Existing Members agreed to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Aqua Metals, Inc., a Delaware corporation; and
WHEREAS, the New Member desires to join the group formed by the Existing Members.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties herein contained, the parties hereby agree as follows:
1. Effective immediately, the New Member is joined as a party to the Agreement.
2. The New Member agrees to be bound by the terms of the Agreement, the terms of which are incorporated herein and made a part hereof.
3. This Joinder may be executed in counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute but one and the same instrument, which may be sufficiently evidenced by one counterpart.
[Signature page on next page]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the day and year first above written.
| KANEN WEALTH MANAGEMENT, LLC | |||
| By: |
/s/ Xxxxx X. Xxxxx | ||
| Name: | Xxxxx X. Xxxxx | ||
| Title: | Managing Member | ||
| PHILOTIMO FUND, LP | |||
| By: | Kanen Wealth Management, LLC its general partner | ||
| By: |
/s/ Xxxxx X. Xxxxx | ||
| Name: | Xxxxx X. Xxxxx | ||
| Title: | Managing Member | ||
|
/s/ Xxxxx X. Xxxxx | |
| XXXXX X. XXXXX |
|
/s/ Xxxxxxx Xxxxxxx | |
| XXXXXXX XXXXXXX |
|
/s/ Xxxx X. Xxxx | |
| XXXX X. XXXX |
|
/s/ Sushil (“Xxx”) Xxxxxx | |
| XXXXXX (“XXX”) KAPOOR |
| XXXXXX | |||
| By: |
/s/ Xxxxxxx X. Xxxxxx | ||
| Name: | Xxxxxxx X. Xxxxxx | ||
| Title: | Chairman | ||
|
/s/ Xxxxxxx X. Xxxxxx | |
| XXXXXXX X. XXXXXX |
|
/s/ S. Xxxxxx Xxxxxxxx | |
| S. XXXXXX XXXXXXXX |
